Commitments and Contingencies

6 Months Ended

Jun. 30, 2022

Commitments and Contingencies Disclosure [Abstract]

Commitments

We have entered into certain arrangements with developers whereby we have committed to purchase vacation ownership units or other real estate at a future date to be marketed and sold under our Hilton Grand Vacations brand. As of June 30, 2022, we were committed to purchase approximately $271 million of inventory and land over a period of 9 years and $14 million of other commitments in the normal course of business. Additionally, we have committed to develop additional vacation ownership units at an existing resort in Japan. We are also committed to an agreement to exchange parcels of land in Hawaii, subject to the successful completion of zoning, land use requirements and other applicable regulatory requirements. The actual amount and timing of the acquisitions are subject to change pursuant to the terms of the respective arrangements, which could also allow for cancellation in certain circumstances. During the six months ended June 30, 2022, we fulfilled $47 million of purchases required under our inventory commitments. During the six months ended June 30, 2021 we completed $18 million of purchases required under our inventory-related purchase commitments. As of June 30, 2022, our remaining obligations pursuant to these arrangements were expected to be incurred as follows:


($ in millions)	2022 (remaining)		2023		2024		2025		2026		Thereafter		Total
Inventory purchase obligations	$	1	$	216	$	39	$	3	$	3	$	9	$	271
Other commitments(1)	7		7		—		—		—		—		14
Total	$	8	$	223	$	39	$	3	$	3	$	9	$	285

(1)Primarily relates to commitments related to information technology and sponsorships.

Rebranding Costs

As part of the Diamond Acquisition and per our licensing agreement with Hilton, we are committed to rebranding Diamond properties to brands that meet Hilton standards. We are currently rebranding related to our resorts and sales centers and expect rebranding to occur over a period of several years.

Litigation Contingencies

We are involved in litigation arising from the normal course of business, some of which include claims for substantial sums. We evaluate these legal proceedings and claims at each balance sheet date to determine the degree of probability of an unfavorable outcome and, when it is probable that a liability has been incurred, our ability to reasonably estimate the amount of loss. We record a contingent litigation liability when it is determined that it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated.

As of June 30, 2022, we accrued liabilities of approximately $120 million for all legal matters that were contingencies. Substantially all of these accrued liabilities are related to matters that existed as of the Acquisition Date, of which approximately $24 million are subject to change during the measurement period of the Diamond Acquisition. See Note 3: Diamond Acquisition. Approximately $93 million of these accrued liabilities relate to a judgment entered against Diamond in March 2022 in connection with a case filed in 2015 that was not deemed probable and estimable as of the Acquisition Date. This matter is subject to insurance coverage and as a result as of June 30, 2022, we recorded an insurance claim receivable of $79 million within Accounts receivable, net in our unaudited condensed consolidated balance sheet and a $14 million charge to our unaudited condensed consolidated statement of operations during the quarter ended June 30, 2022 that represents the amount of the settlement liability not deemed probable of recovery from the insurance carriers.

While we currently believe that the ultimate outcome of these proceedings, individually and in the aggregate, will not have a material effect on the Company’s financial condition, cash flows, or materially adversely affect overall trends in our results of operations, legal proceedings are inherently uncertain and unfavorable rulings could, individually or in aggregate, have a material adverse effect on the Company’s business, financial condition or results of operations.